Results, Annual General Meeting Date and Completion of the Fifth and Final Milestone of the Feed Project
News Release – March 21, 2018 Page 1
TITANIUM CORPORATION REPORTS DECEMBER 31, 2018 YEAR END
RESULTS, ANNUAL GENERAL MEETING DATE AND COMPLETION
OF THE FIFTH AND FINAL MILESTONE OF THE FEED PROJECT
CALGARY, ALBERTA – March 21, 2019 – Titanium Corporation Inc. (the “Company” or
“Titanium”) (TSX-V: TIC) today released its results for the year ended December 31, 2018. The
Company is also pleased to announce that it will hold its annual general and special meeting (the
"Meeting") in Toronto at the National Club on Monday, May 13, 2019 at 10:00 a.m. The record
date for shareholders to receive notice and be entitled to vote at the meeting is March 27, 2019.
The Company has continued to make excellent progress on commercialization of its Creating
Value from Waste™ (“ CVW™ ”) technology at Canadian Natural’s Horizon oil sands site with
the completion of the Front End Engineering Design (“FEED”) project and the recently announced
award of $50 million in Government grant funding for the next phase of the project. FEED, the
first phase in project planning and engineering, has been completed with final project reporting
currently underway and financial reporting and billing of partner contributions. The FEED project
was completed on time and budget with the fifth and final milestone completed on February 28,
2019. The Federal and Alberta governments continued to priorit ize climate change reduction,
innovation, clean technology and economic diversification with a variety of programs designed to
leverage investments in projects that generate clean growth and reduce GHG emissions.
"This funding commitment from the Governments of Canada and Alberta and the completion of
the FEED project are critical step s in advancing the first implementation of our Creating Value
from Waste ™ clean technology” commented Scott Nelson, Titanium’s President and Chief
Executive Officer. “Working with Canadian Natural on engineering optimization, refining project
scope, evaluating capital and operating cost efficiencies are key elements to achieve the most cost
efficient and effective implementation of our CVW ™ technology. Support and collaboration of
the Federal and Alberta Government s, industry and Canadian Natural has been invaluable in
moving our project forward and developing this made -in-Canada solution for the benefit of all
stakeholders.”
Highlights for the twelve-month period ended December 31, 2018 and recent months include:
• On March 14, 2019 the Company announced $50 million in funding toward the next phase of
the CVW™ Horizon Project. The Federal Government awarded $45 million from two clean
technology programs ; Environment and Climate C hange Canada, through its Low Carbon
Economy Fund (“LCEF”) has committed to investing $40 million and NRCan’s Clean Growth
Program (“CGP”) has committed to investing $5 million in Titanium's first of a kind
sustainable technology designed to remediate oil sands froth treatment tailings. Emission
Reduction Alberta (“ERA”) awarded $5 million from their Partner Intake Program aimed at
improving environmental performance in Alberta’s oil and gas sector.
• The Company continued phase working with Canadian Natural and the engineering firms of
Stantec and IHC Robbins on the FEED and associated studies. Third -party engineering
commenced in April 2018 and was completed in early 2019, with the overall FEED projec t
completed on February 28, 2019. The Company also retained consultants and technical firms
News Release – March 21, 2018 Page 2
to assist with other aspects of the engineering design and associated planning including project
management, regulatory approvals, aboriginal engagement and minerals marketing.
• With the completion of the final Milestone 5 of the FEED phase of its CVW™ Horizon project,
the final project reporting is currently underway . ERA funding is provided in stages during
the project as the Company meets and reports against predetermined milestones established
under the ERA Contribution Agreement. Direct project and in- kind costs incurred up to
February 28, 2018 were $9.9 million. ERA and partner contributions for their share of eligible
project expenditures were $7.8 million, of which $1.0 million represents a 20% ERA holdback
payable with final project reporting. The holdback will be received by the Company upon
completion of agreed milestones and final outcomes reporting to ERA outlined in the ERA
Contribution Agreement.
• Minerals evaluation and testing will continue with this winter’s drilling program, including
the new Horizon South area and the results will be analyzed for heavy minerals content when
the drill cores become available in the first half of the year.
• The Company commissioned and has received an independent minerals market study and has
been actively engaged with the minerals industry including meeting with industry participants
and prospective customers. The Company has been participating in industry conference s
including the Zircon Industry Association 2018 Conference held in Bangkok in September
2018 and the titanium and zircon minerals industry TZMI 2018 Congress held in Singapore in
November 2018.
• The Company has been meeting with Canadian investment banks regarding their potential
participation in the structuring and financing of the project and their support of the Company
in financial markets. The Company, in consultation with outside experts, is executing an active
investor outreach campaign to communica te the Company's investment story to a wider
investor audience.
• The Company has been active in communicating its technology and the project to, and
engaging with, government, industry, the public and the investment community. The Company
participated in the Canadian Chamber of Commerce 2018 Hill Day in Ottawa in October 2018,
where Canada’s business community, parliamentarians and federal officials came together for
the shared goal of building a Canada that wins. The discussions included innovation, climate
sector policy , resource competitiveness and international trade diversification, trade and
transportation infrastructure, economic capacity building for Indigenous peoples and tax
competitiveness. Earlier in the year, the Company participated in several technology and
business forums including: the Federal Government Economic Strategy Table on “Innovation
and Growing Firms to Scale” which focused on the support and financing of clean
technologies; the Globe 2018 Forum which featured a Leadership Summit for Sustainable
Business and an Innovation Expo; B7 meetings in Quebec City, where roundtables of business
leaders from all of the G7 countries included the topics Scaling up Small Business and Climate
Change and Resource Efficiency; the OCE Discovery Confer ence in Toronto, Canada’s
leading innovation-to-commercialization conference to showcase leading edge technology and
bring together key players from industry, academia, government and the investment
community
News Release – March 21, 2018 Page 3
• During the year there were stock option and warrant exercises that resulted in cash proceeds
of $1.2 million to the Company. On January 10, 2018, management exercised 450,000 stock
options set to expire in April 2018 for proceeds to the Company of $450,000. On February 16,
2018, Mossco Capital Inc., an affiliated Canadian resident corporation controlled by Mr. Moss
Kadey, exercised in full its 1,000,000 non- transferable common share purchase warrants at a
price of $0.70 per share which resulted in the issuance of 1,000,000 common shares of
Titanium for proceeds of $700,000 to the Company.
• The Company is continuing cash conservation programs including those under which
executive officers receive a significant portion of their compensation in RSUs and all directors
have elected to receive their annual retainers and meeting fees in DSUs, to both conserve cash
and further align themselves with shareholder interests. The Company is evaluating near-term
options to strengthen its balance sheet and provide working capital t o execute on activities to
support a final investment decision on the project.
FINANCIAL OVERVIEW
Titanium is focused on achieving long -term financial success by implementing its innovative
CVW™ technologies into commercial operations at oil sands sites. With the FEED project
completed, the Company is working with Canadian Natural on the potential implementation of its
technology at Canadian Natural’s Horizon site. However, until commercial arrangements and
investment decisions are made, and facilities are constructed and operating, the Company expects
to continue to incur losses. Currently, quarterly losses are comprised of R&D project costs and
general and administrative (“G&A”) expenditures.
Net Loss – Net loss for the year ended December 31, 2018 was $7.6 million, or $0.09 per share
compared to a loss of $ 1.4 million, or $0.02 per share for the four -month stub period ended
December 31, 2017. The loss was significantly higher on a pro rata basis due to commercial
activities and project costs for the e ngineering design project that was conducted throughout the
current year. For a development stage company, the net loss was in line with expectations.
Research & Development (“R&D”) – For the year ended December 31, 2018 R&D expenses net
of project cost recoveries were $5.5 million compared to $0.7 million for the four -month period
ended December 31, 2017. R&D costs were significantly higher in 2018 due to the majority of
costs incurred during the last nine months of the year for the engineering design project, including
third party engineering, which started in March of 2018. Total project costs were $8.8 million with
recoveries of $4.4 million recognized in 2018. Project cost recover ies are recognized on the
completion of milestones and collection of contributions. Additional recoveries were recognized
subsequent to year end with the completion of the FEED project. While total expenses were higher
due to increased staffing and the Company’s contribution towards engineering design at Canadian
Natural’s Horizon site, the Company will recover an estimated $ 3.5 million in 2019 with the
completion of the project which will reduce the net overall R&D expenditures.
General & Administrative ( “G&A”) – G&A expense was $ 2.1 million for the year ended
December 31, 2018 as compared to $0.8 million for the four-month period ended December 31,
News Release – March 21, 2018 Page 4
2017. On a pro rata basis G&A costs were consistent with the prior year and included $0.8 million
in non-cash compensation. Investor relations expense was higher during the year as the Company
engaged a new IR firm for a portion of the year. Consulting and professional fees were lower
during the year with the focus on executing the FEED project and legal costs related to contracting
were incurred in the four -month period ended December 31, 2017. With a focus on preserving
cash, the Company continued its non-cash compensation with equity in lieu of cash compensation
plans for directors and officers during the current period.
Cash Position - The Company had $0.8 million of cash consisting of interest -bearing cash
accounts at December 31, 2018 as compared to $5.0 million at December 31, 2017. Subsequent
to year end, $1.5 million was received for the successful completion of milestone four for costs
incurred during the period October 1 to November 30, 2018. Further, $0.9 million is recoverable
from ERA upon FEED project completion representing a 20% holdback of ERA’s contributions
received during the period ended December 31, 2018. The decrease in cash of $4.2 million relates
to funding FEED project costs in advance of collecting contributions, the Company’s share of
FEED project costs and payment of general overheads and operating costs over the past twelve -
month period. During the year ended December 31, 2018, proceeds of $1.2 million were received
from the exercise of warrants ($0.7 million) and the exercise of stock options ($0.5 million). The
Company has concluded the FEED project and is in the final reporti ng phase with expected cost
recoveries of $2.0 million to be received in the months of March and April. The Company is
currently evaluating financing options to provide further cash proceeds to support the Company
through a final investment decision for a commercial project.
To view the Company’s management discussion and analysis and audited financial statements for
the year ended December 31, 2018, please visit our website at www.titaniumcorporation.com or
SEDAR at www.sedar.com.
The Company completed a change of financial year-end from August 31 to December 31 to align
the Company's financial reporting and enable it to streamline its annual budgeting and operations
with the calendar year which is consistent with other peer companies. For details regarding the
length and ending dates of the financial reporting periods, including the comparative periods, for
the interim and annual financial statements to be filed for the Company's transition year and its
new financial year, reference should be made to the Notice of Change of Year -End which is
available on the Company’s SEDAR profile at www.sedar.com.
About Titanium Corporation Inc.
Titanium Corporation’s CVW™ technology provides sustainable solutions to reduce the environmental
footprint of the oil sands industry. Our technology reduces the environmental impact of oil sands froth
treatment tailings while economically recovering valuable products that would otherwise be lost. CVW™
recovers bitumen, solvents, heavy minerals and water from tailings, preventing these commodities from
entering tailings ponds and the atmosphere: volatile organic compound and greenhouse gas emissions are
materially reduced; hot tailings water is improved in quality for recycl ing; and residual tailings can be
thickened more readily. A new minerals industry will be created commencing with the production and
News Release – March 21, 2018 Page 5
export of zircon, an essential ingredient in ceramics. The Company’s shares trade on the TSX-V under the
symbol “TIC”. For more information please visit the Company’s website at www.titaniumcorporation.com.
Disclosure regarding forward-looking information
This news release contains forward-looking statements and information within the meaning of applicable
Canadian securities laws (collectively, "forward-looking information ") that reflect the current
expectations of management about the future results, performance, achievements, prospects or
opportunities for Titanium, including statements relating to overall project economics; the advantages of
the Company's technology and the creation of a mineral sands industry; the timing expectations for
completion of the FEED project and completion of the post-FEED project activities; the scope of activities
remaining within the FEED project and the scope of activities that will be undertaken in the post -FEED
project; the expected contributions from each of ERA and Canadian Natural; the Company's ongoing
engagement with indigenous communities and other stakeholders; and the expected next steps for the
Company as described in this news release. These statements generally can be identified by use of forward-
looking words such as "may", "will", "expect", "estimate", "anticipate", "believe", "project", "should" or
"continue" or the negative thereof or similar variations.
Forward-looking information is presented in this news release for the purpose of assisting investors and
others in understanding certain key elements of our commercialization progress and business plan, as well
as our objectives, strategic priorities and business outlook, and in obtaining a better understanding of our
anticipated operating environment. Readers are cautioned that such information may not be appropriate
for other purposes.
Forward-looking information, by its very nature, is subject to inherent risks and uncertainties and is based
on many assumptions, both general and specific, which give rise to the possibility that actual results or
events could differ materially from our expectations expressed in or implied by such forward -looking
information and that our business outlook, objectives, plans and strategic priorities may not be achieved.
In addition to other factors and assumptions which may be identified in this news release, assumptions have
been made regarding, among other things: the success of the current FEED study project activities and
post-FEED study project activities; Canadian Natural’s support for the Company’s current optimization
plans and potential re finements of the project scope; the economic viability of the Company’s current
optimization plans and potential refinements to the project scope; the ability of the Company to enter into
commercial contracts with oil sands producers and to achieve commercialization of the CVW™ technology,
including the anticipated scope of such commercial contracts; the ability of the Company to retain qualified
staff; the translation of the results from the Company's research, pilot programs, FEED project activities,
post-FEED study project activities and studies into the results expected on a commercial scale; future oil
and zircon prices and the impact of lower prices on activity levels and cost savings of oil sands producers;
the impact of increasing competition; the ge neral stability of the economic and political environment in
which the Company operates; the ability to obtain and maintain the Company's intellectual property;
currency, exchange and interest rates; the regulatory framework regarding royalties, taxes and
environmental matters in the jurisdictions in which the Company operates; and the ability of the Company
to successfully market its CVW™ technology. The forward-looking information contained in this news
release is based on the results of our research, pilot programs, FEED project activities, post-FEED project
activities and related studies and commercialization efforts. The Company has not commercially
demonstrated its technologies and there can be no assurance that such research, pilot programs, FEED
project activities, post-FEED project activities and related studies will prove to be accurate nor that such
commercialization efforts will be successful, as actual results and future events could differ materially from
News Release – March 21, 2018 Page 6
those expected or estimated in such forward-looking statements. As a result, we cannot guarantee that any
forward-looking information will materialize and we caution you against relying on any of this forward -
looking information. Accordingly, readers should not place undue reliance on forward -looking
information.
Additional information on these and other factors are disclosed in our MD&A, including under the heading
“Discussion of Risks”, and in other reports filed with the securities regulatory authorities in Canada from
time to time and available on SEDAR (sedar.com).
The forward-looking information contained in this news release describes our expectations as of March
21, 2019 and, accordingly, are subject to change after such date. Except as may be required by Canadian
securities laws, we do not undertake any obligation to update or revise any forward- looking information
contained in this news release, whether as a result of new information, future events or otherwise.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as t hat term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information, contact:
Scott Nelson Jennifer Kaufield
President & CEO Vice President Finance & CFO
Tel: (403) 561-0439 Tel: (403) 874-9498